Terms and Conditions

Preamble

Welcome to Modo Agrario.

Modo Agrario SA (hereinafter, "Modo Agrario", "the Company", "the Platform", or "we"), with CUIT 30-71711149-0 (Argentine tax identification number) and registered legal domicile at Campos Salles 1300, C1429, Autonomous City of Buenos Aires, Argentine Republic (Parque de Innovación | +54Lab), makes available to its users a B2B digital marketplace for agro-industrial commodities (grains: seeds, cereals, legumes and derivatives, as well as flours) that connects Buyer Users and Seller Users (producers, grain elevators/storage facilities, cooperatives, mills, exporters, and other actors in the agro-industrial chain).

The Platform connects agro-industries with domestic and international demand, drawing on artificial intelligence agents that assist in the detection of opportunities, the verification and display of certifications, and the matching of supply and demand. Modo Agrario operates in two distinct markets: the Argentine domestic market and the export / international market.

The Platform is available to users and industries domiciled in any country: Modo Agrario provides and invoices its services from the Argentine Republic to users of any jurisdiction, who may operate both in the Argentine domestic market and in the international market. It is the market of each transaction —and not the user's nationality or domicile— that determines the applicable delivery terms (clause 1.1) and fee model (clause 7). The processing of personal data of users domiciled outside Argentina is further governed by the Jurisdiction-Specific Provisions (Annexes A through E) and by the Privacy Policy.

For the purposes hereof, "TERMS" means the integrated set comprising (i) these Terms and Conditions and (ii) Modo Agrario's Privacy Policy, which complement one another and are to be interpreted harmoniously. The Privacy Policy forms an integral part of these TERMS, and reading it is indispensable to understanding the processing of personal data carried out by the Platform.

B2B / professional nature of users. The Platform is a business-to-business (B2B) marketplace directed exclusively at users acting within the scope of their commercial, business, professional, or productive activity within the agro-industrial chain. Users do not act as end consumers with respect to the subject matter of the transactions entered into on the Platform. This professional nature is relevant to the interpretation and enforceability of the limitation of liability and disclaimer of warranties clauses; this is without prejudice to the mandatory rights that the consumer protection or data protection rules of each jurisdiction recognize for certain users, which are respected to the extent they are applicable and non-waivable.

Definitions

For the purposes of these TERMS, the following terms, when capitalized, shall have the meaning indicated:

• RFQ (Request for Quotation): a posting by which a Buyer User requests quotations for the acquisition of a commodity, indicating quantity, delivery conditions, and other parameters of interest.
• PROPOSAL: an offer or quotation submitted by a Seller User in response to an RFQ, or the counteroffer exchanged by the parties in the course of a negotiation.
• SPOT SALE (SPOT): a posting by which a Seller User offers a lot available immediately, which Buyer Users may acquire directly or on which they may make a counteroffer.
• OPERATION: a confirmed sale of a commodity between a Buyer User and a Seller User, automatically generated by the Platform upon confirmation of a PROPOSAL or a direct purchase, in accordance with the cascade mechanism described in clause 1.1.
• ACCOUNT: a business entity —natural or legal person— that holds the relationship with the Platform, to which one or more users with differentiated roles may be linked, in accordance with clause 2.5.
• MICROSITE: a public page of an agro-industry hosted on the Platform, containing information of a public nature, in accordance with clause 1.19.

These TERMS are structured into a global core —applicable to all users regardless of their jurisdiction— and a set of Jurisdiction-Specific Provisions (Annexes A through E), which complement and, where applicable, prevail over the global core with respect to the users covered by each jurisdiction.

Acceptance of the TERMS

Binding contract. These TERMS constitute a binding contract between the user and Modo Agrario. By registering, accessing, or using the Platform, the user represents that they have read, understood, and accepted these TERMS in their entirety.

Mandatory acceptance checkbox. Upon registering and/or logging in, the user must check a mandatory verification checkbox by which they declare:

"I have read, understood, and accept the Terms and Conditions and the Privacy Policy of Modo Agrario, including the limitations of liability set forth therein, to the maximum extent permitted by applicable law, and I acknowledge that Modo Agrario acts as a digital facilitator and is not a party to the transactions entered into between users."

Without the express acceptance of such declaration, registration and access to the services cannot be completed.

Acceptance of modifications through continued use. Continued use of the Platform after the publication and notification of material modifications to these TERMS constitutes acceptance of such modifications. If the user does not agree with the modifications, they must refrain from using the Platform and, where applicable, request the closure of their account.

Registration and onboarding process

Access to the transactional functionalities of the Platform requires the user's prior registration and the creation of an account. During the onboarding process, the user must provide truthful, complete, and up-to-date information, and complete the identity verification and tax validation processes that Modo Agrario determines (including, for the Argentine jurisdiction, the validation of the CUIT before ARCA).

Authority to modify the TERMS. Modo Agrario reserves the right to modify these TERMS at any time. Material changes will be notified to users by reasonable means (registered email and/or prominent notice on the Platform) with reasonable advance notice of their entry into force.

Capacity to contract

To register and use the Platform, the user must be over 18 years of age and have full legal capacity to contract under applicable law. Any person acting on behalf of a legal entity represents that they have sufficient and valid authority to bind it. The user further represents that they use the Platform within the scope of their commercial, business, professional, or productive activity and not as an end consumer, in accordance with the B2B nature described in the Preamble.

Right to modify and cancel accounts

Modo Agrario may, at its sole discretion and to the maximum extent permitted by applicable law, modify, suspend, or cancel user accounts, as well as restrict access to the Platform or to certain functionalities, particularly in the event of breaches of these TERMS, suspicion of fraud, requirements of a competent authority, or duly grounded operational or security reasons.

1. Site and services conditions

1.1 The Platform

Modo Agrario grants the user a non-exclusive, non-transferable, revocable, and temporary authorization to access and use the Platform in accordance with these TERMS. The Platform enables, among others, the following functionalities:

• Request for quotation (RFQ): the Buyer User posts a request for quotation indicating the commodity, quantity, delivery conditions, and other parameters of interest; the Seller Users respond through proposals (quotations).
• SPOT Sale: the Seller User posts a lot available immediately (SPOT Sale), which Buyer Users may acquire or on which they may make a counteroffer.
• Multi-round negotiation in RFQ: the parties may exchange offers and counteroffers in a process of up to four (4) rounds before closing.
• SPOT negotiation: enables the direct purchase (buyDirect) and the counteroffer, with a maximum of two (2) rounds.
• Operation confirmation with cascade: upon confirmation of a proposal, the parallel proposals linked to the same request or lot are automatically closed and the corresponding Operation is generated.
• Operation chat: a messaging channel within the Platform intended to coordinate the delivery of each Operation between the parties. The processing, retention, and disclaimer of liability regarding the communications of this channel are governed by clause 1.20.
• Addresses and georeferencing: users may upload field, plant, elevator, port, or delivery addresses, which the Platform geolocates (latitude and longitude coordinates) in order to calculate logistics, distances, and routes between the points of origin and destination of the Operations. The processing of location data is governed by clause 1.21 and by the Privacy Policy.
• Microsites: public pages of agro-industries with information of a public nature, in accordance with clause 1.19.
• Distinction by market: delivery conditions are differentiated according to the market. In the Argentine domestic market, local conditions are used (among others, puesto campo, entregado planta, puesto elevador, FAS puerto); in the export market, the corresponding Incoterms and ports are used.

1.2 No representation

Modo Agrario is a digital facilitator. It is not a party to the transactions entered into between users, does not represent any of the parties, does not act as agent, commission agent, broker, or representative of any of them, and assumes no obligation regarding the formation, performance, or outcome of the operations.

1.3 Disclaimer regarding products and services

Modo Agrario does not produce, market, store, transport, or guarantee the products offered or demanded through the Platform. It does not guarantee the quality, quantity, identity, origin, legitimacy, wholesomeness, or regulatory compliance of the commodities, nor the identity, solvency, capacity, or truthfulness of the users, without prejudice to the verifications it may carry out in accordance with clause 2.4 and the use of AI agents in accordance with clause 1.18.

1.4 Independent transactions

Transactions are entered into directly, independently, and exclusively between the users. Modo Agrario does not intervene as a party and assumes no liability for their content, conditions, performance, or consequences.

1.5 Quotation and selection process

The Buyer User freely evaluates and selects the proposals received; the Seller User freely decides which requests to respond to and on what terms. The acceptance of a proposal and the confirmation of the Operation depend exclusively on the will of the parties.

1.6 Transaction risks

The user acknowledges and assumes the risks inherent to commercial transactions of agro-industrial commodities, including, without limitation, risks of price, quality, logistics, breach, counterparty insolvency, and market fluctuations.

1.7 User responsibility

Each user is solely responsible for their postings, proposals, counteroffers, communications, declarations, contracts, and for the performance of the obligations they assume towards other users and towards third parties.

1.8 Obligation to provide information

The user undertakes to provide truthful, accurate, complete, and up-to-date information and to keep it updated throughout the relationship with the Platform.

1.9 Release for disputes between users

To the maximum extent permitted by applicable law, and given that Modo Agrario acts as a digital facilitator and is not a party to the transactions (clause 1.2), Modo Agrario is not liable for the facts, acts, omissions, declarations, or breaches of users or third parties, nor for the disputes, controversies, claims, or damages that may arise between users, or between a user and a third party, originating in or related to the transactions entered into through the Platform. This release applies regardless of the user's country, jurisdiction, or domicile, and of the law applicable to the underlying transaction between the parties, and extends to any contractual breach, quality deficiency, delay, non-payment, failure to deliver, inaccurate statement, or any other circumstance attributable to a Buyer User, a Seller User, or a third party, without this requiring or implying Modo Agrario's involvement in such breach. This release extends to the conduct of users and third parties, and does not release Modo Agrario from the liability that may correspond to it for its own breaches, in accordance with the limits and exceptions of clause 4 and any applicable mandatory rules that, depending on the user's jurisdiction, may not be contractually excluded or limited. The parties shall resolve their differences among themselves in accordance with clause 1.17 and the contracts they enter into, without prejudice to the indemnification in favor of Modo Agrario set out in clause 4.5.

1.10 Implied acceptance

The use of any functionality of the Platform implies acceptance of these TERMS and of the policies and procedures applicable to such functionality.

1.11 Fraud risks

Modo Agrario implements reasonable prevention measures, but cannot guarantee the absence of fraud. The user must exercise utmost caution, verify the identity and solvency of their counterparties, and immediately report any suspicious activity to reclamos@modoagrario.com.

1.12 "As is" operation

The Platform is provided "as is" and "as available". To the maximum extent permitted by applicable law, Modo Agrario does not guarantee that the Platform is free of errors, interruptions, or vulnerabilities, nor that it will meet specific expectations of the user. The foregoing is without prejudice to the mandatory legal warranties that cannot be excluded in accordance with clause 4.1 and applicable rules.

1.13 Modo Agrario's authority to modify the site

Modo Agrario may modify, update, suspend, or discontinue the Platform, its functionalities, its design, or its content, in whole or in part, at any time and at its discretion, endeavoring to minimize the impact on users.

1.14 Rating of experiences

Upon the completion of an Operation, users may rate one another (buyer and seller) regarding their experience. The rating system is public and collaborative, and its purpose is to strengthen trust within the Platform's community.

1.15 Rating of transactions

Ratings reflect the fulfillment of the commitments undertaken, in particular: of the Seller User, to deliver the commodity under the agreed conditions; and of the Buyer User, to receive and pay in accordance with what was agreed. The user undertakes to rate in good faith, truthfully, and without abuse.

1.16 Moderation of ratings

Modo Agrario may moderate, flag, or remove ratings that are false, defamatory, discriminatory, unlawful, or contrary to these TERMS. A user who considers that a rating is improper may submit their complaint to reclamos@modoagrario.com, which will be assessed within a period of fifteen (15) business days.

1.17 Dispute resolution

Controversies between users arising from the transactions shall be resolved, in this order: (i) through amicable and good-faith negotiation between the parties; (ii) failing that, through mediation; and (iii) finally, through binding arbitration. For operations in the Argentine domestic market, arbitration shall be conducted before the CEMARC (Centro Empresarial de Mediación y Arbitraje de la Cámara Argentina de Comercio y Servicios — Business Center for Mediation and Arbitration of the Argentine Chamber of Commerce and Services), in accordance with its rules, without prejudice to the choice of arbitration chamber that the parties may make in the contract pursuant to clause 11.1. For users of international markets, the applicable forum and arbitral seat are governed by the Jurisdiction-Specific Provisions and by what the parties agree in the respective contract, subject to the exception in clause 9.7.

1.18 Artificial intelligence agents and automated processing

The Platform uses artificial intelligence agents and automation processes to assist in the detection of commercial opportunities, the verification and display of certifications, and the matching of supply and demand. The user acknowledges and accepts that:

(a) Assistance nature. The suggestions, recommendations, matchings, and other results generated by the AI agents constitute assistance tools, and not professional advice, investment recommendation, guarantee of outcome, or binding commercial decision. The final decision to contract rests exclusively with the user.

(b) Certifications. Modo Agrario may verify and display certifications of users and of products, but does not guarantee the absolute validity, truthfulness, or completeness of such certifications. The user must independently verify the relevant certifications before contracting.

(c) Automated processing and human review. The automated processing of personal data and, where applicable, the user's right to obtain human intervention, to express their point of view, and not to be subject to decisions based solely on automated processing that produce legal effects or significantly affect them, are governed by the Privacy Policy and by the Jurisdiction-Specific Provisions (in particular, Annex B – European Union / EEA, regarding Article 22 of the GDPR).

1.19 Microsites

The Platform may host microsites: public pages of agro-industries that display information of a public nature, including among others: CUIT/tax identifier, corporate name, activities, and products of the user. The user holding the microsite is responsible for the truthfulness, validity, and lawfulness of the published content and represents that they have the necessary authorizations for its display (including the use of logos and brand images in accordance with clause 5.5). As the microsite is a publicly accessible page, the user acknowledges and accepts that such information will be accessible by third parties, as detailed in the Privacy Policy and in the Jurisdiction-Specific Provisions. Inquiries related to microsites are channeled through info@modoagrario.com.

1.20 Operation chat: retention and disclaimer

The operation chat is an internal messaging channel intended for the parties to coordinate the delivery and performance of each Operation. The user acknowledges and accepts that:

(a) No intervention. Modo Agrario is not a party to the communications exchanged in the operation chat, does not actively monitor them, and assumes no liability for their content, accuracy, timeliness, or for the agreements that the parties reach through such channel.

(b) Retention. Modo Agrario retains and stores the messages exchanged in the operation chat for purposes of traceability, security, fraud prevention, handling of complaints, and compliance with legal obligations, in accordance with the Privacy Policy and the applicable retention periods.

(c) Moderation and access. Modo Agrario may access, review, and, where applicable, moderate or retain as evidence the messages upon requirements of a competent authority, security or fraud investigations, or complaints between users, to the maximum extent permitted by applicable law. The use of the chat for unlawful, abusive, offensive, or purposes unrelated to the coordination of the Operation is prohibited.

1.21 Addresses and location data

In order to calculate logistics, distances, and routes associated with the Operations, the Platform processes location data provided by the user (field, plant, elevator, port, or delivery addresses) and geolocates them, obtaining geographic coordinates (latitude and longitude), drawing on geocoding and route-calculation services. The user acknowledges and accepts such processing, represents that they have the authority to provide the addresses they upload, and guarantees their truthfulness. The processing of location data —including its purpose, lawful basis, retention, the providers involved, and the user's rights— is governed by the Privacy Policy and by the Jurisdiction-Specific Provisions.

2. Users

2.1 One account per user

Each person —natural or legal— may register a single account, except with the express authorization of Modo Agrario. The structure of the account and authorized users is governed by clause 2.5.

2.2 Truthful information

The user guarantees the truthfulness, accuracy, and validity of the information provided upon registration and during the use of the Platform, and undertakes to keep it updated.

2.3 Use of contact information and trademarks

The user authorizes Modo Agrario to use their contact information for the purposes of the operation of the Platform, notifications, and service communications, in accordance with the Privacy Policy. The use of logos, trademarks, and brand images is governed by clause 5.5.

2.4 Sharing of financial information

For the purposes of risk assessment and trust between users, Modo Agrario may consult and share information from credit and financial information sources (in the Argentine jurisdiction, among others, NOSIS and the Central de Deudores del BCRA — Debtors' Registry of the Central Bank), in accordance with the applicable data protection legislation and the Privacy Policy.

2.4 bis Modo Scoring

Modo Scoring is a product of the Modo ecosystem, developed and operated by Modo Agrario SA, aimed at the credit and reputational risk assessment of agro-industrial companies. Modo Scoring is available exclusively to companies domiciled in the Argentine Republic and is not offered to users domiciled in other jurisdictions. When a user domiciled in Argentina uses or is reached by Modo Scoring —including through single sign-on (SSO) from their Modo Agrario account—, Modo Agrario may communicate to it the financial and credit information referred to in clause 2.4, in accordance with Law No. 25,326 and the Privacy Policy (Sections 1.5 and 1.6.5). Access to and use of Modo Scoring may additionally be subject to its own terms and conditions.

2.5 Multi-user accounts, authorized users, teams, roles, and invitations

The Platform supports multi-user accounts. An account (natural or legal person) may have several users linked, with differentiated roles, including: administrator, trader, purchase operator, sales operator, and viewer. The addition of users is carried out through email invitations sent by the account administrator.

The administrator user is responsible for managing the access and roles of their team. Any action carried out by any authorized user of an account —within the permissions of their role— is deemed to be carried out by the account and binds it towards Modo Agrario, towards other users, and towards third parties, without prejudice to the internal responsibilities between the account and its users. This clause replaces and expands the concept of "authorized users" from previous versions.

2.6 Responsibility for activity

The account holder is responsible for all activity carried out under their account and that of their authorized users, including the use of credentials and the confidentiality of passwords.

2.7 Truthfulness and legality

The user undertakes to ensure that their postings, proposals, communications, and operations are truthful and compliant with applicable law, and not to use the Platform for unlawful purposes.

2.8 Cloud storage

The user acknowledges that the information is stored in cloud infrastructure and consents to such storage in accordance with the Privacy Policy and the Jurisdiction-Specific Provisions.

2.9 Account and password security

The user is responsible for maintaining the confidentiality of their credentials and for immediately notifying Modo Agrario of any unauthorized use or security breach of their account.

2.10 Authorized activities

The user may only use the Platform for the activities expressly authorized in these TERMS and in accordance with its purpose.

2.11 Multiple use

The use of multiple accounts, false identities, or identity impersonation is prohibited, except for the multi-user account structure provided for in clause 2.5.

2.12 Use prohibitions

The following is prohibited, without the enumeration being exhaustive: (i) posting false, misleading, unlawful, defamatory content or content that infringes the rights of third parties; (ii) circumventing, transacting outside the Platform in breach of clause 10, or manipulating the rating system; (iii) using bots, scrapers, or unauthorized automated means to extract data; (iv) compromising the security or integrity of the Platform; (v) engaging in anti-competitive practices, money laundering, or illicit financing; and (vi) any use contrary to law, morality, good customs, or these TERMS.

2.13 Indemnification

The user undertakes to hold Modo Agrario harmless under the terms and to the extent provided for in clause 4.5 (User indemnification).

2.14 Legal compliance

The user is responsible for complying with all rules applicable to their activity, including tax, customs, sanitary, foreign trade, antitrust, and anti-money-laundering rules.

2.15 Payments

The user undertakes to pay the costs and commissions that correspond in accordance with clause 7 (Costs and Payments).

3. Infractions

3.1 Authority over content

Modo Agrario may review, flag, edit, unpublish, or remove content, postings, proposals, or ratings that breach these TERMS or applicable law, to the maximum extent permitted by the rules.

3.2 Disciplinary measures

In the event of breaches, Modo Agrario may adopt proportional disciplinary measures, including warnings, restriction of functionalities, suspension, or cancellation of the account, without prejudice to the specific penalties provided for (among them, clause 10).

3.3 Cooperation with authorities

Modo Agrario will cooperate with the competent authorities and will attend to legitimate requirements of judicial or administrative authority, in accordance with applicable law and the Privacy Policy.

4. Limitation of liability

4.1 Disclaimer of warranties

To the maximum extent permitted by applicable law, the Platform is provided without warranties of any kind, express or implied, including the warranties of merchantability, fitness for a particular purpose, and non-infringement. Nonetheless, the mandatory legal warranties that, in accordance with the rules of each jurisdiction, cannot be excluded or limited, subsist; this disclaimer does not affect such non-waivable warranties to the extent they are applicable.

4.2 Third-party information and products

Modo Agrario is not liable for the information, products, or services of third parties (including other users and data source providers) accessible through the Platform.

4.3 Downloads and risks

The user assumes the risks arising from the download or use of files, content, or software through the Platform.

4.4 Third-party products and services

Modo Agrario does not guarantee or answer for the products and services of third parties linked or promoted, nor for those entered into between users.

4.5 User indemnification

The user undertakes to hold harmless and defend Modo Agrario, its officers, employees, representatives, and providers, against any claim, damage, loss, cost, or expense (including reasonable legal fees) arising from: (i) the breach of these TERMS; (ii) the violation of applicable law or of the rights of third parties; (iii) their postings, proposals, operations, and communications; and (iv) disputes with other users.

4.6 Exclusion of damages

To the maximum extent permitted by applicable law, Modo Agrario shall not be liable for indirect, incidental, special, punitive, or consequential damages, nor for loss of profits, loss of chance, loss of data, or loss of business opportunities, arising from the use or inability to use the Platform. Excepted from this exclusion are damages whose compensation cannot be limited in accordance with applicable mandatory rules, in particular liability for damages arising from the breach of personal data protection rules (among others, Article 82 of the GDPR and the equivalent rules of the LGPD and other applicable regimes), which shall be governed by such rules.

4.7 Financial limit

To the maximum extent permitted by applicable law, the total and aggregate liability of Modo Agrario towards a user, for any reason whatsoever, shall not exceed the amount actually paid by such user to Modo Agrario in respect of commissions or subscription during the three (3) months immediately preceding the event that gave rise to the claim.

Users without payments. In the case of users who, by design of the charging model, do not pay any amount to Modo Agrario —in particular, the Buyer User in accordance with clause 7.1—, the parties acknowledge that the limit expressed in the preceding paragraph shall not result in a total release from liability. With respect to such users, the limit shall not operate below a minimum liability floor or the mandatory minimum that applicable law establishes, whichever is greater. In any case, this limit does not affect the liability that, in accordance with mandatory consumer or data protection rules, cannot be limited or excluded.

4.8 Force majeure

Modo Agrario shall not be liable for breaches or delays arising from fortuitous event or force majeure, including telecommunications, power, or third-party infrastructure failures, cyberattacks, acts of authority, social conflicts, natural disasters, or pandemics.

5. Intellectual property

5.1 Ownership of the site

The Platform, its software, code, design, structure, databases, trademarks, logos, texts, graphics, and other content are the property of Modo Agrario or its licensors, and are protected by applicable intellectual property legislation (in the Argentine jurisdiction, Law 11.723 and concordant rules).

5.2 Prohibitions

The reproduction, distribution, modification, decompilation, reverse engineering, public communication, or exploitation of the Platform or its content, in whole or in part, without the express written authorization of Modo Agrario, is prohibited.

5.3 Acknowledgment of rights

The user acknowledges that the use of the Platform does not confer any intellectual property right on it or on its content.

5.4 Prohibition of confusingly similar marks

The user undertakes not to use or register trademarks, trade names, domains, or distinctive signs that are confusingly similar to those of Modo Agrario.

5.5 Use of logos and brand images

The user who displays agro-industry content on the Platform (including the microsites governed by clause 1.19) represents that they have the consent of the holder industries for the use of their logos and brand images. Such consent is revocable and its revocation must be communicated to Modo Agrario —which may be channeled, in the case of microsites, through info@modoagrario.com—, which will proceed to withdraw the material within a reasonable period.

5.6 Confidential information

The parties undertake to treat as confidential the non-public information they access by reason of the use of the Platform, and not to disclose it or use it for purposes other than those provided for in these TERMS.

6. Links to third-party sites

6.1

The Platform may contain links to third-party sites, provided solely for the user's convenience.

6.2

Modo Agrario does not control or endorse third-party sites or their content.

6.3

Access to third-party sites is at the user's sole responsibility.

6.4

Modo Agrario is not liable for damages or harm arising from the access to or use of third-party sites.

6.5

The use of third-party sites is governed by the terms and policies of such third parties, which the user must review.

7. Costs and Payments

Version note: This clause fully replaces the cost scheme of previous versions (which provided for 1% per quotation plus 1% per SPOT). The current model is the one described below.

7.1 No costs for Buyer Users

The Buyer User (buy side) does not pay any amount to Modo Agrario in any market —neither in the Argentine domestic market nor in international trade / export—: no commission, no platform cost, no subscription, no charge of any kind for the use of the Platform and the entering into of operations. The gratuitousness of the buy side is transversal across all markets and is not affected by the subscription model applicable to international trade under clause 7.2(b).

7.2 Costs for Seller Users

(a) Argentine domestic market. Modo Agrario receives a commission of one percent (1%) calculated on the value of the operation, charged exclusively to the sell side (Seller User). This commission applies equally to operations closed via quotation (RFQ) and via SPOT Sale.

(b) International trade / export. The charging model for international trade / export is by subscription and is applicable to the sell side / export side (Seller User). The buy side does not pay any subscription under this model, in accordance with clause 7.1. No payment obligation under this model shall be enforceable until its conditions and amounts are defined, published, and notified to users with the corresponding reasonable advance notice.

7.3 Payment conditions

Commissions and, where applicable, subscriptions, accrue and are paid in accordance with the conditions provided herein and those that Modo Agrario communicates. Default in payment shall occur automatically by the mere expiration of the term, without the need for prior demand, and shall accrue interest of two percent (2%) monthly on the amount owed, calculated until its effective cancellation.

7.4 Taxes

The amounts reported may not include taxes. The user is responsible for the levies that correspond in accordance with applicable legislation. Modo Agrario will apply the taxes that legally correspond to its commissions and subscriptions.

7.5 Billing data

The user undertakes to provide and keep updated their billing data. Billing inquiries are channeled through pagos@modoagrario.com.

7.6 Invoicing

Modo Agrario will issue the corresponding invoice on the first business day of the month following that of accrual, due on the 15th of the same month. Failure to pay on time triggers the effects of default provided for in clause 7.3 and the measures of clause 7.7.

7.7 Membership cancellation and refunds

Commissions and subscriptions paid are non-refundable, except where mandatory legal provision states otherwise. The user may request the cancellation of their membership under the terms that the Platform enables; cancellation does not give rise to a right to a refund of amounts already accrued. Failure to pay entitles Modo Agrario to suspend the user's access to the Platform until the debt is regularized, without prejudice to the collection actions that correspond.

8. Notifications and complaints

8.1 Channel

Notifications and complaints related to the operation of the Platform are channeled through reclamos@modoagrario.com. Inquiries regarding personal data and the exercise of rights (access, rectification, update, and deletion, and other applicable rights) are channeled through soporte@modoagrario.com, in accordance with the Privacy Policy and the Jurisdiction-Specific Provisions. Billing inquiries are channeled through pagos@modoagrario.com (clause 7.5) and inquiries related to microsites through info@modoagrario.com (clause 1.19).

8.2 Term and requirements

The complaint must be submitted within the period of fourteen (14) calendar days counted from the event that gives rise to it, and must include the identification of the complainant, the description of the facts, the supporting documentation, and the specific claim.

8.3 Assessment

Modo Agrario will assess the complaint and communicate its response within a period of fifteen (15) business days counted from its complete receipt.

9. General provisions

9.1 Entire agreement

These TERMS, together with the Privacy Policy and the Jurisdiction-Specific Provisions, constitute the entire agreement between the user and Modo Agrario regarding its subject matter, and replace any prior agreement or understanding.

9.2 Independence

The parties are independent. These TERMS do not create a partnership, agency, mandate, franchise, or employment relationship between the user and Modo Agrario.

9.3 Severability

If any clause of these TERMS is declared invalid, illegal, or unenforceable, this shall not affect the validity of the remaining clauses, which shall continue in full force. The affected clause shall be interpreted in the sense closest to the original intention that is valid and enforceable.

9.4 Headings

The headings of the clauses are included solely to facilitate reading and do not affect their interpretation.

9.5 No waiver

The failure to exercise by Modo Agrario of any right or authority provided for in these TERMS does not imply its waiver.

9.6 Assignment

The user may not assign their contractual position or the rights and obligations arising from these TERMS without the prior written consent of Modo Agrario. Modo Agrario may assign its contractual position in the context of corporate reorganizations or business transfers, notifying the user.

9.7 Applicable law and jurisdiction

For operations and users of the Argentine domestic market, these TERMS are governed by the laws of the Argentine Republic and, without prejudice to the mediation and arbitration clauses (clause 1.17), are subject to the jurisdiction of the competent courts of the Autonomous City of Buenos Aires.

Default applicable law (international users). For users of international markets, and in any matter not expressly governed by a mandatory rule of the user's jurisdiction that cannot be excluded by contract —in particular, those set out in the Jurisdiction-Specific Provisions (Annexes B through E)—, these TERMS are governed, on a default (supplementary) basis, by the laws of the Argentine Republic, the country in which Modo Agrario SA is domiciled and incorporated. Disputes that do not need to be submitted to a different mandatory forum, authority, or mechanism under the law applicable to the user shall be resolved before the competent courts of the Autonomous City of Buenos Aires or, as applicable, through the arbitration provided for in clause 1.17, without prejudice to what the parties expressly agree in the respective contract (clause 11.1). This choice of default law does not deprive the user of the protection afforded by the mandatory provisions of their country of residence or domicile that cannot be excluded by agreement of the parties (including, among others, regarding personal data protection, consumer protection, and local public-order rules), which prevail to the extent applicable under Annexes B through E.

10. Restrictions for sellers

10.1 Prohibition on transacting off-site

The Seller User undertakes not to transact outside the Platform, directly or indirectly, with a counterparty known through the Platform, regarding the same subject matter or one substantially similar, during a period of one hundred eighty (180) days counted from the contact or operation originated on the Platform. This restriction is intended to preserve the integrity of the commission system and the traceability of the operations.

10.2 Penalties

Breach of clause 10.1 shall entitle Modo Agrario to receive a penalty equivalent to ten percent (10%) of the value of the operation carried out outside the Platform, without prejudice to the other disciplinary measures and the legal actions that correspond.

10.3 Detection and notification

Upon detecting a possible infraction, Modo Agrario will notify the user, who will have a period of seven (7) business days to submit their defense statement and supporting documentation. Having assessed the defense statement, Modo Agrario will resolve in accordance with these TERMS.

11. Quotation and formalization of contracts

11.1 Quotation with digital contract

The quotation may incorporate a digital contract, either (i) a document in proprietary PDF format provided by the parties, or (ii) the standard model of Modo Agrario, in which the parties may choose the arbitration chamber competent for the resolution of eventual controversies.

11.2 Automatic generation of the contract and signature

The Platform may automatically generate the contract from the agreed conditions and enable its signature by the parties through the means provided for in clause 11.5.

11.3 Offer letter

Where applicable, the formalization may be instrumented by means of an offer letter, which shall be perfected upon its acceptance in accordance with applicable legislation.

11.4 Requirements to sign

Whoever signs the contract on behalf of a legal entity must hold valid power of attorney and sufficient authority. The user is responsible for the validity and currency of the representation invoked.

11.5 Electronic signature and biometric validation

The signature of digital contracts and, where applicable, the biometric validation of identity, are carried out through the provider Contractia SRL (CUIT 30-71683658-0), in accordance with its terms and the applicable electronic signature legislation.

11.6 Validity of digital contracts

The parties acknowledge the legal validity and effectiveness of the digital contracts entered into through the Platform and of the electronic and/or biometric signatures applied, in accordance with applicable legislation.

12. Intellectual property of the Terms and Conditions

The text of these Terms and Conditions and of the Privacy Policy is the property of Modo Agrario and is protected by intellectual property legislation. Their reproduction, copying, or use, in whole or in part, by third parties, without the express written authorization of Modo Agrario, is prohibited.

JURISDICTION-SPECIFIC PROVISIONS

The provisions of this section complement the global core and, with respect to the users covered by each jurisdiction, prevail over it in the event of conflict, in all that is more protective of the user or required by mandatory local rules. In any matter not expressly governed by an Annex, the laws of the Argentine Republic apply on a default (supplementary) basis, in accordance with clause 9.7.

Annex A — Argentina

Modo Agrario's jurisdiction of origin. Provisions applicable to users and operations of the Argentine domestic market.

A.1 Personal data protection

The processing of personal data of users in Argentina is governed by Law No. 25,326 on the Protection of Personal Data, its regulatory and complementary rules, under the supervision of the Agencia de Acceso a la Información Pública (AAIP — Agency for Access to Public Information). The user may exercise the rights of access, rectification, update, and deletion of their data through soporte@modoagrario.com, in accordance with Law No. 25,326 and the provisions of the AAIP.

A.2 Contractual and intellectual property framework

Contractual relationships are governed by the Código Civil y Comercial de la Nación (National Civil and Commercial Code). Intellectual property over the Platform and its content is governed by Law 11.723 and concordant rules.

A.3 Dispute resolution and arbitration

In accordance with clause 1.17, controversies are resolved through negotiation, mediation, and, failing that, binding arbitration before the CEMARC (Centro Empresarial de Mediación y Arbitraje de la Cámara Argentina de Comercio y Servicios — Business Center for Mediation and Arbitration of the Argentine Chamber of Commerce and Services), without prejudice to the arbitration chamber that the parties choose in the contract (clause 11.1).

A.4 Electronic signature

The electronic signature and biometric validation are instrumented through Contractia SRL (CUIT 30-71683658-0), in accordance with Argentine electronic and digital signature legislation.

A.5 Credit and financial information sources

For the purposes of clause 2.4, Modo Agrario may consult credit and financial information sources, among them NOSIS and the Central de Deudores del BCRA (Debtors' Registry of the Central Bank), in accordance with Law No. 25,326.

A.6 Hosting and infrastructure

The information is hosted on cloud infrastructure (as of the reference date of this document, Amazon Web Services — AWS; ), in accordance with applicable security standards and the Privacy Policy.

A.7 Domestic delivery conditions

For the Argentine domestic market, the delivery conditions used are the local ones (among others: puesto campo, entregado planta, puesto elevador, and FAS puerto), in accordance with clause 1.1.

A.8 Location data and operation chat messages

In accordance with clauses 1.20 and 1.21, the processing of location data (addresses and geographic coordinates used for the calculation of logistics and distances) and the retention of operation chat messages (for purposes of traceability, security, fraud prevention, and handling of complaints) are governed, with respect to the users covered by the Argentine jurisdiction, by Law No. 25,326 and the Privacy Policy, under the supervision of the AAIP. The user may exercise their rights over such data through soporte@modoagrario.com.

A.9 Microsites

The information of a public nature displayed on the microsites (clause 1.19) is processed in accordance with Law No. 25,326 and the Privacy Policy. Inquiries related to microsites are channeled through info@modoagrario.com.

Annex B — European Union / European Economic Area (GDPR)

B.1 Scope

Provisions applicable to the processing of personal data of data subjects located in the European Union / European Economic Area, governed by Regulation (EU) 2016/679 (GDPR) and complementary national rules.

B.2 Lawful bases (Art. 6 GDPR)

The processing is based, as applicable, on: (i) the performance of a contract or pre-contractual measures; (ii) compliance with a legal obligation; (iii) the legitimate interest of Modo Agrario or third parties, duly balanced; and/or (iv) the consent of the data subject, when it is the applicable basis. The detailed mapping between each processing purpose (Section 1.5 of the Privacy Policy) and the applicable lawful basis under Art. 6.1 GDPR —including, by way of comparison, the equivalent hypothesis under Art. 7 LGPD— is set out in Annex B.2.bis of the Privacy Policy, to which reference is made. In summary: most of the marketplace's operational purposes (account management, negotiation, confirmation of operations, teams, georeferencing, chat, ratings) are based on the performance of a contract (6.1.b), complemented in ancillary aspects of security, traceability, and transparency by legitimate interest (6.1.f); commercial communications and the SSO linkage with other products of the ecosystem are based, as applicable, on consent (6.1.a); and compliance with tax, accounting, and regulatory obligations is based on legal obligation (6.1.c).

B.3 Rights of the data subject

The data subject has the right of access, rectification, erasure ("right to be forgotten"), restriction of processing, portability, and objection, exercisable through soporte@modoagrario.com, as well as the right to lodge a complaint with the competent supervisory authority.

B.4 Automated decisions (Art. 22 GDPR)

With respect to the use of AI agents and automated processing (clause 1.18), the data subject has the right not to be subject to a decision based solely on automated processing, including profiling, which produces legal effects on them or similarly significantly affects them, except for legal exceptions; and, where applicable, to obtain human intervention, to express their point of view, and to contest the decision. Modo Agrario has assessed its current AI functionalities and determined that none of them constitutes, under their current design, a decision based solely on automated processing within the meaning of Art. 22 GDPR —the decision to contract is always human (clause 1.18.a)—; the detail of this reasoned determination and its review caveat are set out in Annex B.4 of the Privacy Policy, to which reference is made.

B.5 International transfers

Transfers of data outside the EEA (including the transfer to Argentina and to the hosting infrastructure) shall be covered by valid mechanisms (adequacy decision, Standard Contractual Clauses (SCCs), or other appropriate safeguards). Argentina has held an adequacy decision from the European Commission in force since 2003 (Decision 2003/490/EC, confirmed in the periodic review of January 2024), so that the transfer to Modo Agrario SA is directly covered by Art. 45 GDPR; the segment corresponding to Modo Agrario's infrastructure providers, by contrast, requires its own mechanism (Standard Contractual Clauses, Module 2, plus the corresponding transfer impact assessment). The complete development of this analysis is set out in Annex B.5 of the Privacy Policy, to which reference is made.

B.6 DPO / representative in the EU

The designation of a representative in the EU (Art. 27 GDPR) and/or a Data Protection Officer (Art. 37 GDPR) depends on an assessment of the volume and nature of Modo Agrario's activity with respect to EU/EEA data subjects, which is pending completion with EU legal counsel; the detail of when these designations become mandatory is set out in Annex B.6 of the Privacy Policy, to which reference is made.

B.7 Retention

The data shall be retained for the period necessary for the purposes of the processing and in accordance with applicable legal obligations, in accordance with the general criteria of Section 8.bis of the global core of the Privacy Policy and, specifically for EU/EEA data subjects, the indicative retention periods by data category detailed in Annex B.7 of the Privacy Policy, to which reference is made.

Annex C — United States (CCPA / CPRA and state laws)

C.1 Scope

Provisions applicable to consumers residing in the United States covered by the California Consumer Privacy Act (CCPA), as amended by the California Privacy Rights Act (CPRA), and by the other applicable state privacy laws. The list of states with laws in force beyond California, the distinction between B2B and consumer data, and the "highest common denominator" policy adopted by Modo Agrario are set out in Annex C.1 of the Privacy Policy, to which reference is made.

C.2 Consumer rights

The consumer has the right to know/access, delete, and correct their personal information, to portability, and to non-discrimination for the exercise of their rights, exercisable through soporte@modoagrario.com.

C.3 "Do Not Sell or Share" and opt-out

The consumer has the right to opt out of the sale or sharing ("sale or share") of their personal information and of the use of sensitive personal information beyond the permitted purposes. In accordance with Modo Agrario's business model (clause 7), Modo Agrario determines that it does not currently sell or share personal information within the meaning of the CPRA; nonetheless, as a preventive practice, it will make available the "Do Not Sell or Share My Personal Information" link and will honor Global Privacy Control (GPC) signals. The complete development of this determination is set out in Annex C.3 of the Privacy Policy, to which reference is made.

C.4 Data categories

The detail of the categories of personal information collected, their sources, and the corresponding business purposes, as required by the CCPA/CPRA, is set out in Annex C.4 of the Privacy Policy, to which reference is made.

Annex D — China (PIPL)

D.1 Scope

Provisions applicable to the processing of personal information of individuals located in the People's Republic of China, governed by the Personal Information Protection Law (PIPL).

D.2 Separate consent

Where the PIPL requires it, the separate consent of the individual shall be obtained, in particular for the processing of sensitive personal information, cross-border transfer, and other cases provided for by law.

D.3 Cross-border transfer

Transfers of personal information outside China shall be subject to the mechanisms required by the PIPL: a CAC security assessment, certification, or standard contract, depending on the volume and sensitivity of the data transferred, or the legally provided exceptions (including the contractual necessity exception, potentially relevant to Modo Agrario's B2B profile). Modo Agrario proposes the CAC Standard Contract as its default mechanism, given its foreseeably limited volume of Chinese counterparties. The complete development of the applicable mechanisms, thresholds, and exceptions is set out in Annex D.3 of the Privacy Policy, to which reference is made.

D.4 Local representative

The designation of a local entity or representative in China (Art. 53 PIPL) depends on whether Modo Agrario directly offers its services to persons located in China — an assessment that is pending and that is not automatically extended by mere interoperability with other products of the Modo ecosystem. The detail of this assessment is set out in Annex D.4 of the Privacy Policy, to which reference is made.

D.5 Sensitive data

The processing of sensitive personal information shall be carried out only where there is a specific purpose and sufficient necessity, with the reinforced protection measures and the separate consent that the PIPL requires.

Annex E — Brazil and LATAM (LGPD and generic framework)

E.1 Brazil (LGPD)

The processing of personal data of data subjects in Brazil is governed by the Lei Geral de Proteção de Dados (LGPD — Law No. 13,709/2018 — General Data Protection Law), under the supervision of the Autoridade Nacional de Proteção de Dados (ANPD — National Data Protection Authority).

Legal bases. The processing is based on the legal bases provided for by the LGPD (among them, performance of a contract, compliance with a legal obligation, legitimate interest, and consent), according to the purpose. The detailed mapping between each processing purpose (Section 1.5 of the Privacy Policy) and the applicable legal basis under Art. 7 of the LGPD is set out in Annex E.2.bis of the Privacy Policy, to which reference is made. In summary: the marketplace's operational purposes (account, negotiation, confirmation of operations, teams, georeferencing, chat, ratings) are based on execução de contrato — performance of a contract (item V), complemented in security and traceability aspects by legítimo interesse — legitimate interest (item IX); commercial communications and the SSO linkage are based, as applicable, on consentimento — consent (item I); and compliance with tax, accounting, and regulatory obligations is based on cumprimento de obrigação legal ou regulatória — compliance with a legal or regulatory obligation (item II).

Processor/controller. The roles of controller (controlador) and processor (operador) will be distinguished in accordance with the LGPD, and the corresponding agreements shall be documented.

Controller / processor. For the generality of the personal data processed within the marketplace —account and identity management, RFQ/SPOT negotiation, confirmation and cascade closing of operations, multi-user accounts, automated processing by AI agents, georeferencing and logistics, operation chat, mutual ratings, communications, support, legal compliance, microsites, and improvement/analytics— Modo Agrario determines the purposes and means of the processing, and accordingly acts as controller (LGPD, Art. 5, VI) / data controller (GDPR; Law No. 25,326), with the resulting responsibility for compliance with the applicable principles and legal obligations. The same applies with respect to the communication of identity data to other products of the Modo ecosystem in the context of single sign-on (SSO, clause 2.4 bis and Privacy Policy, Section 1.6.5): Modo Agrario, in its capacity as identity / OAuth provider, itself determines the means and scope of the information communicated, and therefore also acts there as controller of that data —without prejudice to each recipient product (Modo Scoring, Modo Máquinas, Modo Comex) assuming its own role as controller with respect to the subsequent processing it carries out with the information received—.

Cases in which Modo Agrario could act as a processor for a third party. As of the date hereof, no scenario has been identified in Modo Agrario's business model in which the Platform processes personal data following the instructions of, and on behalf of, a third party that determines the purposes of the processing — that is, Modo Agrario does not provide outsourced data-processing services to its Users or to third parties. In particular, with respect to each operation between Users, Modo Agrario does not act as processor for the counterparty: each User is independently responsible for the data it processes about its counterparty outside the Platform, while Modo Agrario always intervenes as controller with respect to the processing it carries out for the marketplace's own purposes (intermediation, traceability, security). Should Modo Agrario incorporate data-processing services on behalf of third parties in the future, this classification should be reassessed with legal counsel.

Modo Agrario's providers acting as processors. Third parties that provide services to Modo Agrario under its instructions and on its behalf act, vis-à-vis Modo Agrario, as processors (LGPD, Art. 5, VII) / data processors, including, by way of example: (i) the cloud hosting infrastructure provider (see clause A.6); (ii) the geocoding and route/distance calculation services (such as Nominatim/OSRM) used for georeferencing and logistics; (iii) the electronic signature provider (Contractia SRL); (iv) the email messaging and notification provider; and (v) other providers that render services under Modo Agrario's instructions (identity verification, information and background sources, analytics). In accordance with the LGPD (Art. 39, providing that the processor must process data according to the controller's instructions) and, where applicable, the GDPR (Art. 28), Modo Agrario shall enter into or maintain with each of them the corresponding data processing agreements, including obligations of confidentiality, security, sub-processing, and cooperation for the exercise of data subjects' rights.

Rights of the data subject. The data subject may exercise their rights (confirmation, access, correction, anonymization, portability, deletion, information, and revocation of consent) through soporte@modoagrario.com.

E.2 Mexico (LFPDPPP)

Law in force. The processing of personal data of data subjects domiciled in Mexico is governed by the Federal Law on the Protection of Personal Data Held by Private Parties (Ley Federal de Protección de Datos Personales en Posesión de los Particulares — LFPDPPP), published in the Official Gazette of the Federation on March 20, 2025 and in force since March 21, 2025, which fully replaced the homonymous law of 2010.

Supervisory authority. Following the dissolution of the National Institute for Transparency, Access to Information, and Personal Data Protection (INAI) —decree published on December 20, 2024—, the functions concerning personal data held by private parties were assumed by the Secretaría Anticorrupción y Buen Gobierno (SABG — Anti-Corruption and Good Governance Secretariat).

Legal bases. The general rule is the consent of the data subject (express or tacit depending on the type of data; express and in writing for financial or sensitive data), revocable at any time through a simple and free mechanism. The LFPDPPP also recognizes processing without consent where there is an obligation arising from a legal relationship between the data subject and the controller (functional equivalent of "performance of a contract") or where a broadly applicable legal rule (law, regulation, or administrative provision) so provides. Unlike the GDPR, Mexican law does not expressly contemplate "legitimate interest" as an autonomous basis; it operates on consent plus enumerated legal exceptions.

Rights of the data subject. The ARCO rights (access, rectification, cancellation, and objection) and the right to portability are recognized, in addition to the revocation of consent. Controllers must address requests within the legal deadlines and retain documentary evidence of their compliance.

International transfers to Argentina. The LFPDPPP does not establish a closed list of "adequate" countries (unlike Colombia). The controller may transfer data outside Mexico provided that the recipient —in this case, Modo Agrario SA, domiciled in Argentina— contractually assumes the same protection obligations provided for by the law and the principles disclosed in the privacy notice. Modo Agrario implements this transfer through its privacy notice and the corresponding contractual commitments with the Mexican User.

Trade/registration requirements. The LFPDPPP does not require the registration of private databases with a public registry (unlike the Colombian RNBD). No requirement of specific commercial registration was identified in Mexican data protection regulations merely because a foreign B2B platform offers its service to companies domiciled in Mexico; any tax or commercial registration obligation arising from the commercial operation (unrelated to data protection) must be assessed separately with local counsel.

E.3 Chile (Law 19,628 / Law 21,719)

Framework in force as of June 30, 2026. Chile is in a period of regulatory transition. Law No. 21,719, published in the Official Gazette on December 13, 2024, comprehensively reforms Law No. 19,628 on the Protection of Private Life (1999) and creates a new supervisory authority, but its full entry into force is set for December 1, 2026 (24-month legal vacancy period from its publication). As of the reference date of this document (June 30, 2026), Law 21,719 is not yet fully in force: the regime of Law 19,628 prior to the reform continues to apply, while the institutional setup of the new authority is being completed.

Supervisory authority. Until December 1, 2026, there is no autonomous, specialized supervisory authority; enforcement of Law 19,628 has historically been channeled through judicial proceedings (habeas data action before civil courts), with a limited role for the Council for Transparency regarding disclosure matters. As of December 1, 2026, the Agencia de Protección de Datos Personales (APDP — Personal Data Protection Agency), an autonomous public-law corporation with enforcement and sanctioning powers, must take over. On May 20, 2026, the Senate rejected the slate of board members proposed by the Executive Branch to integrate its Governing Council, for failing to reach the required 2/3 quorum, which prevented compliance with the legal deadline of June 1, 2026 to constitute it.

Legal bases. Under the regime in force as of June 30, 2026 (Law 19,628 without the reform), the general basis is the consent of the data subject, with narrow legal exceptions (sources accessible to the public, compliance with legal obligations, pre-existing contractual or commercial relationships). Law 21,719 —applicable only from December 1, 2026, subject to the verification above— will incorporate six lawful bases equivalent to those of the GDPR: consent, performance of a contract with the data subject, compliance with a legal obligation, vital interest, public interest, and legitimate interest (subject to a documented balancing test that does not affect the data subject's rights). Modo Agrario must anticipate its adaptation to this new scheme before that date.

Rights of the data subject. The ARCO rights are recognized. Law 21,719 expands this catalog, from its entry into force, with the right to portability and the right to contest decisions based solely on automated processing.

International transfers to Argentina. Law 19,628 in force as of June 30, 2026 does not contain a specific regime for international transfers. Law 21,719 will introduce, from its entry into force, a regulated regime equivalent to the European one (adequacy decision, standard contractual clauses, or binding corporate rules approved by the APDP). Until that date, Modo Agrario bases the transfer of data of Chilean counterparties to Argentina on the User's informed consent and on the necessity of the transfer for the performance of the commercial relationship; it must reassess the applicable mechanism once Law 21,719 enters into force.

Trade/registration requirements. Both the doctrinal interpretation of Law 19,628 and, expressly, Law 21,719 from its entry into force, reach foreign controllers without domicile in Chile when they offer goods or services to persons located in the country —such as Modo Agrario's marketplace with respect to its Chilean counterparties—, regardless of local physical presence. As of June 30, 2026, no commercial or branch registration obligation specifically linked to data protection regulations was identified; from the entry into force of Law 21,719, the Registro de Actividades de Tratamiento (RAT — Processing Activities Registry) before the APDP will be required, as applicable.

E.4 Colombia (Law 1581 of 2012)

Law in force. The processing of personal data of data subjects domiciled in Colombia is governed by Statutory Law 1581 of 2012 (Habeas Data), regulated by Decree 1377 of 2013 (compiled in Single Regulatory Decree 1074 of 2015). As of the reference date (June 30, 2026), there is a reform bill in legislative process seeking to modernize Law 1581; such bill has not been enacted, so Law 1581 of 2012 remains fully in force without amendments.

Supervisory authority. The Superintendencia de Industria y Comercio (SIC — Superintendence of Industry and Commerce), through its Delegatura para la Protección de Datos Personales (Data Protection Delegate Office), is the authority responsible for oversight, control, and sanctions in this matter.

Legal bases. The general rule is the prior, express, and informed authorization of the data subject (Art. 9, Law 1581). The law recognizes enumerated exceptions that operate as alternative bases —analogous to "performance of a contract" or "legal obligation"— for cases of information required by a public entity in the exercise of its legal functions, data of a public nature, medical or sanitary emergency, and processing authorized by law for historical, statistical, or scientific purposes (Art. 10, Law 1581). Unlike the GDPR, Colombian regulations do not recognize an autonomous "legitimate interest" basis: consent remains the cornerstone of the system, complemented by these enumerated legal exceptions.

Rights of the data subject. Under Art. 8 of Law 1581, the data subject has the right to know, update, and rectify their personal data; request proof of the authorization granted; be informed about the use given to their data; file complaints with the SIC; and revoke the authorization and/or request the deletion of the data where the constitutional and legal principles, rights, and guarantees are not respected.

International transfers to Argentina. Art. 26 of Law 1581 establishes as a general rule the prohibition on transferring personal data to countries that do not provide adequate levels of protection, unless a legal exception applies (express and unequivocal consent of the data subject for the specific international transfer, necessity of the transfer for the performance of a contract between the data subject and the controller, among others) or the SIC issues a Declaration of Conformity for the specific case. The SIC maintains, in its Circular Única (Single Circular), a list of countries declared to have an adequate level of protection (which includes, among others, Mexico, Peru, Costa Rica, the EU/EEA Member States, the United Kingdom, and the United States). Argentina does not currently appear on that list, despite holding a European Union adequacy decision since 2003. Consequently, Modo Agrario SA must base the transfer of data of its Colombian counterparties to Argentina on the express and unequivocal consent of the data subject for that specific international transfer, on contractual necessity of the transfer, or must obtain a Declaration of Conformity or standard contractual clauses before the SIC.

Trade/registration requirements. (i) The National Database Registry (Registro Nacional de Bases de Datos — RNBD) before the SIC is mandatory, in accordance with Decree 90 of 2018, for companies and non-profit entities with total assets exceeding 100,000 UVT and for public-law legal entities; micro-enterprises, small businesses, and natural persons are exempt. Its applicability to a foreign company without domicile in Colombia, such as Modo Agrario SA, is not automatic —the RNBD is designed around entities registered in the Colombian commercial registry— and must be assessed case by case with local counsel depending on the volume and origin of the data processed. (ii) In accordance with Art. 471 of the Commercial Code, foreign companies carrying out permanent activities in Colombia must establish a branch domiciled in the country and register with the corresponding Chamber of Commerce. According to criteria of the Superintendence of Companies, the mere entering into of contracts or the provision of a B2B digital service from abroad does not, by itself, constitute permanent activity; in principle, Modo Agrario SA could operate its marketplace toward Colombian companies without a local branch, subject to case-by-case assessment of its specific activities in the country.

E.5 Peru

Regulatory framework and supervisory authority. The processing of personal data of Users domiciled in the Republic of Peru is governed by Law No. 29733, Personal Data Protection Law (2011), and its Regulations approved by Supreme Decree No. 016-2024-JUS (in force since March 30, 2025, replacing the 2013 regulations). The supervisory authority is the Autoridad Nacional de Protección de Datos Personales (ANPD-Peru — National Personal Data Protection Authority), under the Ministry of Justice and Human Rights — not to be confused with the Brazilian ANPD referred to in Annex E.1. The rule has extraterritorial scope: it reaches controllers without domicile in Peru —such as Modo Agrario SA— when they offer goods or services to data subjects located in Peruvian territory or carry out behavioral analysis or profiling of such data subjects, in which case they must designate a representative in or for Peru as a point of contact before ANPD-Peru.

Legal bases. Processing requires, as a general rule, the prior, free, express, informed, and unequivocal consent of the data subject, documented in accordance with the Regulations. The Law admits exceptions to consent —among them, data from publicly accessible sources, necessity for the performance of a contractual relationship, or legal mandate or order of a competent authority.

Rights of the data subject (ARCO). Peruvian data subjects have the right of access, rectification, cancellation (including the right to be forgotten), and objection, in addition to the right to information about the processing, exercisable before the controller of the data bank and, ultimately, before ANPD-Peru.

International transfers to Argentina. Article 15 of Law 29733 conditions the cross-border flow of data on the country of destination guaranteeing an adequate level of protection, equivalent to that of Peruvian law. The Argentine Republic has personal data protection legislation (Law No. 25,326) recognized as adequate by the European Union since 2003 (revalidated in January 2024), a favorable element to support adequacy; the existence of a public, closed, and verified list of "adequate" countries issued by ANPD-Peru, equivalent to the Uruguayan one (see E.6), could not be confirmed. As an additional or alternative safeguard mechanism, ANPD-Peru —through Directorial Resolution No. 074-2022-JUS/DGTAIPD— enabled the use of the standard contractual clauses of the Red Iberoamericana de Protección de Datos (RIPD — Ibero-American Data Protection Network), which Modo Agrario may adopt to contractually implement the transfer of personal data from Peru to Argentina.

Trade/registration requirements. The Regulations (S.D. 016-2024-JUS) incorporate the obligation to designate a personal data officer (a figure analogous to a DPO) for controllers that process large volumes of data or sensitive data, and to report security incidents to ANPD-Peru. Every holder of a personal data bank —including those of clients or users of digital services— must register it, free of charge and online, in the National Registry of Personal Data Protection (Registro Nacional de Protección de Datos Personales — RNPDP), through the platform of the Integrated Personal Data Protection System (SIPDP); the omission is punishable as a serious infraction, with fines of up to 50 UIT under the sanctioning regime in force since the 2024 regulations.

E.6 Uruguay

Regulatory framework and supervisory authority. The processing of personal data of Users domiciled in the Eastern Republic of Uruguay is governed by Law No. 18,331, on the Protection of Personal Data and Habeas Data Action (2008), amended by Law No. 19,670 (2018) and regulated, among other rules, by Decree No. 64/020 (2020). The supervisory authority is the Unidad Reguladora y de Control de Datos Personales (URCDP — Regulatory and Control Unit for Personal Data). The law has extraterritorial scope: it reaches controllers or processors not established in Uruguay —such as Modo Agrario SA— when they direct goods or services to inhabitants of Uruguay or analyze their behavior, in which case they must designate a representative domiciled in Uruguayan territory before the URCDP, except where a legal exception applies.

Legal bases. Processing requires, as a general rule, the free, prior, express, and informed consent of the data subject, duly documented and, when combined with other statements, expressly highlighted. The law admits exceptions —among them, data from public sources of information (registries or publications in mass media) or collected in the exercise of functions inherent to the powers of the State or under legal obligation.

Rights of the data subject. Uruguayan data subjects have the right of access (free of charge, exercisable every six months unless a new legitimate interest arises), rectification, update, deletion, and challenge of assessments, as well as the constitutional guarantee of habeas data to enforce them judicially.

International transfers to Argentina. Article 23 of Law 18,331 prohibits, in principle, transferring personal data to countries that do not guarantee adequate levels of protection, except for exceptions (consent, international judicial cooperation, contractual safeguards, among others). The URCDP maintains and publishes an official list of countries and jurisdictions with an adequate level of protection, which expressly includes the Argentine Republic (together with the EU/EEA Member States, the United Kingdom, Switzerland, Japan, Israel, New Zealand, Canada —private sector— and others). Consequently, transfers of personal data from Uruguay to Argentina may be carried out without a prior authorization procedure before the URCDP, provided that the controller's database is registered with the agency. Of the jurisdictions in this section, Uruguay offers the most direct transfer mechanism toward Argentina.

Trade/registration requirements. Database controllers —including those of clients, suppliers, or users of digital services— must register their databases with the registry administered by the URCDP (in accordance with Law 18,331, Law 19,670, and Decree 64/020), declaring their physical location and any international transfers they carry out; they must also publish a privacy policy accessible on their website, report security breaches, and, where applicable, designate a data protection officer.

E.7 Ecuador

Regulatory framework and supervisory authority. The processing of personal data of Users domiciled in the Republic of Ecuador is governed by the Organic Law on Protection of Personal Data (Ley Orgánica de Protección de Datos Personales — LOPDP), published in the Official Register on May 26, 2021, and its General Regulations (published on November 13, 2023). The supervisory authority is the Superintendencia de Protección de Datos Personales (SPDP — Superintendence for the Protection of Personal Data), headquartered in the Metropolitan District of Quito. The LOPDP is, of the jurisdictions in this section, the most recently drafted and closest to the European GDPR standard, and likewise has extraterritorial scope: controllers and processors without domicile in Ecuador —such as Modo Agrario SA— that offer goods or services to persons in Ecuador, or monitor their behavior (even remotely or virtually), must designate a special attorney-in-fact domiciled in Ecuador, registered with the SPDP, as legal representative for purposes of the LOPDP.

Legal bases. Article 7 of the LOPDP recognizes multiple lawful bases, similar to the GDPR: prior, free, express, unequivocal, and informed consent; performance or application of a contractual relationship; compliance with a legal obligation; protection of the vital interests of the data subject; performance of a task carried out in the public interest or exercise of public authority; and satisfaction of legitimate interests of the controller or a third party, unless overridden by the data subject's fundamental rights and freedoms.

Rights of the data subject. Ecuadorian data subjects have the right of access, rectification and update, deletion (including the right to be forgotten), objection, and portability (to receive their data in a structured, common, and interoperable format, or to have it transmitted to another controller), in accordance with Chapter I of the LOPDP.

International transfers to Argentina. The LOPDP conditions international transfers on the country of destination having an adequate level of protection recognized by the SPDP, or on the existence of appropriate safeguards (standard contractual clauses, binding corporate rules) or express consent of the data subject. Through Resolution No. SPDP-SPD-2026-0004-R (January 28, 2026), the SPDP approved the General Standard on National and International Transfers or Communications of Personal Data: it automatically recognizes as "adequate" the intra-community regime of the Andean Community (CAN) —of which Argentina is not a Member State— and, as Annex I of that same resolution, incorporates the standard contractual clauses of the Red Iberoamericana de Protección de Datos (RIPD — Ibero-American Data Protection Network), which Modo Agrario may use as an appropriate safeguard to support transfers of personal data from Ecuador to Argentina while the SPDP has not issued (or in addition to) an express recognition of adequacy for the Argentine Republic.

Trade/registration requirements. The LOPDP and its Regulations provide for the registration of certain processing activities —and of the special attorney-in-fact, with the power of attorney apostilled if granted abroad— with the personal data protection registry administered by the SPDP, as well as, for controllers carrying out large-scale processing or processing of sensitive data, the designation of a Data Protection Officer (DPO).

End of the Terms and Conditions of Modo Agrario — version June 30, 2026.